UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
To Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of
report (Date of earliest event reported): May 27, 2010
Morgan
Stanley
(Exact
Name of Registrant
as
Specified in Charter)
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Delaware
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1-11758
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36-3145972
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1585
Broadway, New York, New York
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10036
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (212) 761-4000
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
The
Compensation, Management Development and Succession Committee of the Board of
Directors (the “Committee”) of Morgan Stanley (the “Company”) approved an
adjustment to the base salary of the Company’s Executive Chairman, John J. Mack,
consistent with the compensation strategy the Committee outlined in the
Company’s 2010 proxy statement to move away from a compensation program focused
largely on annual incentive awards toward one that is balanced between fixed,
short-term and long-term compensation and to be in line with his new role and
responsibilities as Executive Chairman of the Company’s Board of
Directors. Mr. Mack’s new base salary of $2,000,000, which is
effective as of June 1, 2010, was approved by the Committee after consultation
with its independent compensation consultant. Mr. Mack’s base salary
had not been increased since he rejoined the Company in 2005 as Chairman and
Chief Executive Officer and he has not received any year-end compensation for
2007, 2008 and 2009.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
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MORGAN
STANLEY
(Registrant)
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| Date: | May 28, 2010 | By: |
/s/ Martin M.
Cohen
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| Name: |
Martin M.
Cohen
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| Title: | Corporate Secretary | |||||